Notice of General Meeting

BASE RESOURCES LIMITED - Notice of General Meeting

PR Newswire

London, June 5

AIM and Media Release 

5 June 2015

BASE RESOURCES LIMITEDNOTICE OF GENERAL MEETING

Base Resources Limited (ASX & AIM: BSE) (“Base”) gives notice that a general meeting of members will be held on Monday, 6 July 2015 at 11.00am (Perth time) (“Meeting”) at:

Katitjin Centre, Australian Institute of Management76 Birkdale StreetFloreat, Western Australia, Australia

A full version of the notice of general meeting (“Notice”) and the accompanying explanatory memorandum will be posted to all registered members of the company and is also available at the company’s website: http://www.baseresources.com.au/, and at www.asx.com.au.

A summary of the items of business to be addressed at the Meeting is set out below:

ITEMS OF BUSINESS

Resolution 1 – ratification of issue of Financing Options

To consider and, if thought fit, pass the following resolution as an ordinary resolution:

"That, for the purpose of ASX Listing Rule 7.4 and for all other purposes, the prior issue of 61,425,061 Financing Options on the terms and conditions set out in the Explanatory Memorandum accompanying this Notice, be ratified and approved."

Resolution 2 – extension of expiry date of 2010 Options

To consider and, if thought fit, pass the following resolution as an ordinary resolution:

"That, for the purposes of ASX Listing Rule 6.23.4, section 208 of the Corporations Act, the waiver from ASX Listing Rule 6.23.3 granted by ASX to the Company and for all other purposes, members approve a six month extension to the expiry date of the 2010 Options in accordance with the terms and conditions set out in the Explanatory Memorandum accompanying this Notice."

Other business

To consider any other business brought forward in accordance with the company's constitution or the law.

IMPORTANT VOTING INFORMATION FOR THE MEETING

Right to vote

The Directors have determined that, for the purpose of voting at the Meeting, the members entitled to vote are those persons who are the registered holders of shares at 5.00pm (Perth time) on 4 July 2015.

Chairman's voting intention

The Chairman of the Meeting (where appropriately authorised) intends to vote all available undirected proxies in favour of all Resolutions.

Voting prohibitions and exclusions

Please refer to the full Notice for information regarding the application of voting prohibitions and voting exclusions.

Appointment of proxies

Each member entitled to vote at the Meeting may appoint a proxy to attend and vote at the Meeting. A proxy need not be a member and can be an individual or a body corporate. A member entitled to cast two or more votes may appoint two proxies and may specify the proportion or number of votes each proxy is appointed to exercise.

A body corporate appointed as a member's proxy may appoint a representative to exercise any of the powers the body may exercise as a proxy at the Meeting. The appointment must comply with section 250D of the Corporations Act. The representative should bring to the meeting evidence of his or her appointment, including any authority under which the appointment is signed, unless it has previously been given to the company.

Lodgement of proxy documents

For an appointment of a proxy for the Meeting to be effective:

(a) the proxy's appointment; and(b) if the appointment is signed by the appointor's attorney – the authority under which the appointment was signed (eg a power of attorney) or a certified copy of it,

must be received by the company at least 48 hours before the start of the Meeting. Proxy appointments received after this time will be invalid for the Meeting.

The following addresses are specified for the purposes of receipt of proxies:

By mail:Computershare Investor Services Pty LimitedGPO Box 242 MelbourneVictoria 3001, Australia

By fax:1800 783 447 (in Australia)+61 3 9473 2555 (outside Australia)

Custodian voting:Intermediary Online subscribers only (custodians): http://www.intermediaryonline.comm/

UNITED KINGDOM (CREST VOTING INSTRUCTION)

Depository interest holders in CREST (“DI Holders”) may transmit voting instructions by utilising the CREST voting service in accordance with the procedures described in the CREST Manual (available at www.euroclear.com/CREST). CREST personal members or other CREST sponsored members, and those CREST members who have appointed a voting service provider, should refer to their CREST sponsor or voting service provider, who will be able to take appropriate action on their behalf.

In order for instructions made using the CREST voting service to be valid, the appropriate CREST message (“CREST Voting Instruction”) must be properly authenticated in accordance with Euroclear’s specifications and must contain the information required for such instructions, as described in the CREST Manual.

To be effective, the CREST Voting Instruction must be transmitted so as to be received by the company’s agent (Computershare UK - contact details below) no later than 1 July 2015 at 11.00am (BST). For this purpose, the time of receipt will be taken to be the time (as determined by the timestamp applied to the CREST Voting Instruction by the CREST applications host) from which the company’s agent is able to retrieve the CREST Voting Instruction by enquiry to CREST in the manner prescribed by CREST. DI Holders in CREST and, where applicable, their CREST sponsors or voting service providers should note that Euroclear does not make available special procedures in CREST for any particular messages. Normal system timings and limitations will therefore apply in relation to the transmission of CREST Voting Instructions. It is the responsibility of the DI Holder concerned to take (or, if the DI Holder is a CREST personal member or sponsored member or has appointed a voting service provider, to procure that the CREST sponsor or voting service provider takes) such action as shall be necessary to ensure that a CREST Voting Instruction is transmitted by means of the CREST voting service by any particular time.

DI Holders and, where applicable, their CREST sponsors or voting service providers are referred, in particular, to those sections of the CREST Manual concerning practical limitations of the CREST system and timings.

Form of instruction

DI Holders are invited to attend the Meeting but are not entitled to vote at the Meeting. In order to have votes cast at the Meeting on their behalf, DI Holders must complete, sign and return the Forms of Instruction sent to them together with this Notice to the company’s agent, Computershare UK (contact details below), by no later than 1 July 2015 at 11.00am (BST).

ENDS

CORPORATE PROFILE

DirectorsKeith Spence (Non-Executive Chairman)Tim Carstens (Managing Director)Colin Bwye (Executive Director)Sam Willis (Non-Executive Director)Michael Anderson (Non-Executive Director)Michael Stirzaker (Non-Executive Director)Malcolm Macpherson (Non-Executive Director)

Company SecretaryChadwick Poletti

NOMINATED ADVISOR & BROKER

RFC Ambrian LimitedAs Nominated Adviser:Andrew Thomson / Stephen AllenPhone: +61 (0)8 9480 2500

As Broker:Jonathan WilliamsPhone: +44 20 3440 6800

SHARE REGISTRY: ASXComputershare Investor Services Pty LimitedLevel 2, 45 St Georges TerracePERTH WA 6000Enquiries: 1300 850 505 / +61 (3) 9415 4000http://www.computershare.com.au/

SHARE REGISTRY: AIMComputershare Investor Services PLCThe PavilionsBridgwater RoadBRISTOL BS99 6ZZEnquiries: +44 (0) 870 702 0003http://www.computershare.co.uk/

AUSTRALIAN MEDIA RELATIONSCannings PurpleMichael Vaughan / Warrick HazeldineEmail: [email protected][email protected]Phone: +61 (0)8 6314 6300

UK MEDIA RELATIONSTavistock CommunicationsJos Simson / Emily Fenton / Nuala GallagherPhone: +44 (0) 207 920 3150

KENYA MEDIA RELATIONSAfricapractice (East Africa)David Maingi/ James Njuguna/Joan KimaniPhone: +254 (0)20 239 6899Email: [email protected]

PRINCIPAL & REGISTERED OFFICELevel 1, 50 Kings Park RoadWest Perth WA 6005Email: [email protected]Phone: +61 (0)8 9413 7400Fax: +61 (0)8 9322 8912